-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WPoSUJyYBCfjYggrWdE7PG1E0ZRnd4q9XriNcMT3T/B3pis1h0AlvpPlA5MZCVKS BGvIOMrx7Ln6A0ETFjD1+g== 0001104659-03-016427.txt : 20030801 0001104659-03-016427.hdr.sgml : 20030801 20030801135826 ACCESSION NUMBER: 0001104659-03-016427 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030728 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030801 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEORX CORP CENTRAL INDEX KEY: 0000755806 STANDARD INDUSTRIAL CLASSIFICATION: IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835] IRS NUMBER: 911261311 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-16614 FILM NUMBER: 03817482 BUSINESS ADDRESS: STREET 1: 410 W HARRISON ST CITY: SEATTLE STATE: WA ZIP: 98119 BUSINESS PHONE: 206-286-25 MAIL ADDRESS: STREET 1: 410 W HARRISON ST CITY: SEATTLE STATE: WA ZIP: 98119 8-K 1 a03-1765_18k.htm 8-K

 

SECURITIES AND EXCHANGE COMMISSION

 

Washington, D.C. 20549

 


 

Form 8-K

 

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

 

July 28, 2003

Date of Report (Date of
earliest event reported)

 

NeoRx Corporation

(Exact Name of Registrant as Specified in Charter)

 

Washington

 

0-16614

 

91-1261311

(State or Other Jurisdiction
of Incorporation)

 

(Commission File No.)

 

(IRS Employer
Identification No.)

 

 

 

 

 

300 Elliot Avenue West, Suite 500, Seattle, WA

 

98119

(Address of principal executive offices)

 

(Zip Code)

 

(206) 281-7001

(Registrant’s telephone number, including area code)

 

 



 

Item 7.    Financial Statements, Pro Forma Financial Information and Exhibits

 

(c)           Exhibits

 

                99.1         Press Release of NeoRx Corporation, dated July 28, 2003

 

Item 12. Results of Operations and Financial Condition

 

On July 28, 2003, NeoRx Corporation issued a press release announcing its second quarter earnings for the fiscal quarter ended June 30, 2003.  A copy of the press release is attached hereto as Exhibit 99.1.

 

2



 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

NeoRx Corporation

 

 

 

 

Dated:  August 1, 2003

By

/s/ Melinda G. Kile

 

 

 

Melinda G. Kile

 

 

 

Vice President, Finance

 

 

3



 

EXHIBIT INDEX

 

Exhibit No.

 

Description

99.1

 

Press Release dated July 28, 2003

 

4


EX-99.1 3 a03-1765_1ex991.htm EX-99.1

Exhibit 99.1

 

NEORX REPORTS SECOND QUARTER 2003 RESULTS

 

Seattle, WA, July 28, 2003 - NeoRx Corporation (NASDAQ: NERX), a cancer therapeutics development company, today reported results for the second quarter ended June 30, 2003.  In the second quarter, NeoRx submitted to the US Food and Drug Administration (FDA) its proposed pivotal clinical program for registration of its Skeletal Targeted Radiotherapy (STR™) product candidate for treatment of multiple myeloma, a cancer of the bone marrow. Subject to the FDA’s concurrence, NeoRx plans to begin patient enrollment in early 2004.

 

“Our number-one priority is the clinical development and registration for marketing of STR, a targeted therapeutic for bone-related cancers, that already has achieved exceptional results in multiple myeloma patients.  We’re in discussions with the FDA on details of the pivotal program and we plan to take advantage of all available regulatory mechanisms for expediting registration and approval of the STR product,” said Jack L. Bowman, CEO.  “ We are pursuing partnership opportunities to support STR development and commercialization.  We also are recruiting clinical investigators and finalizing manufacturing plans so we are ready to start the pivotal program as soon as we can.”

 

NeoRx reported net income of $5.3 million ($0.18 diluted earnings per share after preferred dividends) for the second quarter of 2003, compared to a net loss of $7.4 million ($0.28 diluted per share loss after preferred dividends) for the second quarter of 2002.  The Company reported net income of $1.2 million ($0.03 diluted earnings per share after preferred dividends) for the six months ended June 30, 2003, compared to a net loss of $14.5 million ($0.55 diluted per share loss after preferred dividends) for the six months ended June 30, 2002.

 

Revenue for the second quarter of 2003 was $10.2 million, compared to $1.2 million for the second quarter of 2002.  Revenue for the six months ended June 30, 2003, was $10.3 million compared to $1.5 million for the six months ended June 30, 2002.  Revenue for the second quarter and the first six months of 2003 consisted of $10.0 million from the assignment and license to Boston Scientific Corporation of certain intellectual property and revenue from a facilities lease agreement.  Revenue for the second quarter and first six months of 2002 consisted of a milestone payment of $1.0 million from Angiotech Pharmaceuticals, Inc., along with revenue from government grants and a facilities lease agreement.

 

Total operating expenses for the second quarter of 2003 decreased 45% to $4.9 million from $8.9 million for the second quarter of 2002 and decreased 46% to $8.9 million for the six months ended June 30, 2003, from $16.6 million for the same period in 2002.

 

Research and development expenses decreased 61% to $2.7 million for the second quarter of 2003 from $7.0 million for the second quarter of 2002 and decreased 59% to $5.3 million for the six months ended June 30, 2003, from $13.0 million for the same time period in 2002.  The decrease in research and development expenses for the second quarter of 2003 is the result of significantly reduced staffing, curtailment of the Company’s PretargetÒ programs and other cost reduction measures taken in 2002 and 2003.

 



 

General and administrative expenses increased 16% to $2.2 million for the second quarter of 2003 from $1.9 million for the second quarter of 2002, and remained level at $3.6 million for the six months ended June 30, 2003 compared to the same time period in 2002.  The increase in general and administrative costs for the second quarter ended June 30, 2003, was due primarily to a non-cash expense of $0.6 million taken by the Company in connection with the amendment of stock options held by the former CEO, who resigned on June 30, 2003.

 

During the six month period ended June 30, 2003, the Company recorded a $0.2 million cumulative effect of change in accounting principle as a result of the Company’s adoption of SFAS 143, Accounting for Asset Retirement Obligations, effective January 1, 2003.

 

Cash and investment securities as of June 30, 2003, were $18.6 million compared to $16.1 million at December 31, 2002.  NeoRx achieved an average cash expenditure rate for the second quarter of 2003 of $1.3 million per month and believes that its cash will be sufficient to fund its anticipated working capital and capital requirements through the third quarter of 2004.

 

NeoRx is a cancer therapeutics company developing products for targeted delivery of anti-cancer agents, including radiopharmaceuticals, to tumor sites.

 

This release contains forward-looking statements relating to the development of the Company’s products and future operating results that are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected.  The words “believe,” “expect,” “intend”, “anticipate,” variations of such words, and similar expressions identify forward-looking statements, but their absence does not mean that the statement is not forward-looking.  These statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict.  Factors that could affect the Company’s actual results include conditions in the capital markets in general and in the life science capital market specifically which may affect potential financing sources for the development of NeoRx’s business, the progress and costs of clinical trials and the timing of regulatory approvals, the ability to successfully develop and commercialize products and the risks and uncertainties described in NeoRx’s current and periodic reports filed with the Securities and Exchange Commission, including NeoRx’s Annual Report on Form 10-K for the year ended December 31, 2002 and its latest Quarterly Report on Form 10-Q.  Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release.  The Company undertakes no obligation to update any forward-looking statement to reflect new information, events or circumstances after the date of this release or to reflect the occurrence of unanticipated events.

 

Visit NeoRx at www.neorx.com

 

NeoRx, Pretarget and STR are registered trademarks or trademarks of NeoRx Corporation in the United States and/or foreign countries.

 

Ó 2003 NeoRx Corporation. All Rights Reserved.

 

 



 

NeoRx Corporation

Condensed Consolidated Statements of
Operations

(In thousands, except per share data)

(Unaudited)

 

 

 

Three Months Ended June 30,

 

Six Months Ended June 30,

 

 

 

2003

 

2002

 

2003

 

2002

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

$

10,190

 

$

1,219

 

$

10,306

 

$

1,529

 

Operating Expenses::

 

 

 

 

 

 

 

 

 

Research and development

 

2,728

 

6,993

 

5,339

 

13,034

 

General and administrative

 

2,168

 

1,863

 

3,600

 

3,602

 

Total operating expenses

 

4,896

 

8,856

 

8,939

 

16,636

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from operations

 

5,294

 

(7,637

)

1,367

 

(15,107

)

Other income, net

 

34

 

221

 

34

 

624

 

Net income (loss) before cumulative effect of change in accounting principle

 

5,328

 

(7,416

)

1,401

 

(14,483

)

 

 

 

 

 

 

 

 

 

 

Cumulative effect of change in accounting principle

 

 

 

190

 

 

Net income (loss)

 

5,328

 

(7,416

)

1,211

 

(14,483

)

 

 

 

 

 

 

 

 

 

 

Preferred stock dividends

 

(125

)

(125

)

(250

)

(250

)

Income (loss) applicable to common shares

 

$

5,203

 

$

(7,541

)

$

961

 

$

(14,733

)

 

 

 

 

 

 

 

 

 

 

Earnings (loss) per share:

 

 

 

 

 

 

 

 

 

Basic:

 

 

 

 

 

 

 

 

 

Before cumulative effect of change in accounting principle

 

$

0.19

 

$

(0.28

)

$

0.04

 

$

(0.55

)

Cumulative effect of change in accounting principle

 

 

 

 

 

Income (loss) applicable to common shares

 

$

0.19

 

$

(0.28

)

$

0.04

 

$

(0.55

)

 

 

 

 

 

 

 

 

 

 

Diluted:

 

 

 

 

 

 

 

 

 

Before cumulative effect of change in accounting principle

 

$

0.18

 

$

(0.28

)

$

0.03

 

$

(0.55

)

Cumulative effect of change in accounting principle

 

 

 

 

 

Income (loss) applicable to common shares

 

$

0.18

 

$

(0.28

)

$

0.03

 

$

(0.55

)

 

 

 

 

 

 

 

 

 

 

Shares used in calculation of loss per share:

 

 

 

 

 

 

 

 

 

Basic

 

27,009

 

26,602

 

26,913

 

26,589

 

Diluted

 

28,420

 

26,602

 

27,777

 

26,589

 

 

 

 

 

 

 

 

 

 

 

Pro forma amounts had accounting principle been applied retroactively:

 

 

 

 

 

 

 

 

 

Net loss

 

 

 

$

(7,444

)

 

 

$

(14,538

)

Preferred stock dividends

 

 

 

(125

)

 

 

(250

)

Loss applicable to common shares

 

 

 

$

(7,569

)

 

 

$

(14,788

)

 

 

 

 

 

 

 

 

 

 

Loss per share:

 

 

 

 

 

 

 

 

 

Basic and diluted

 

 

 

$

(0.28

)

 

 

$

(0.56

)

 

 



 

Condensed Consolidated Balance Sheets

(In thousands)

(Unaudited)

 

 

 

June 30, 2003

 

December 31,
2002

 

ASSETS:

 

 

 

 

 

Cash and investment securities

 

$

18,592

 

$

16,136

 

Facilities and equipment, net

 

8,297

 

8,509

 

Other assets

 

477

 

1,348

 

Total assets

 

$

27,366

 

$

25,993

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY:

 

 

 

 

 

Current liabilities

 

$

1,746

 

$

3,210

 

Long-term liabilities

 

5,645

 

5,207

 

Shareholders’ equity

 

19,975

 

17,576

 

Total liabilities and shareholders’ equity

 

$

27,366

 

$

25,993

 

 

 


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